CONTROL Under Construction
by Alexis Rockford
Summary: Max and 99 show up to work one day to find CONTROL suspiciously closed for construction. April '68. This is probably my swansong of GS fics. I lost interest in the fandom since it stopped airing. Enjoy a fic two years in the making.


A/N This story is dedicated to kaybugmac, Cassandra Elise, and all the others who have enjoyed my GS fics. Happy reading and Merry Christmas!

It was a typical day for Agent 86 of CONTROL, known to his acquaintances as Maxwell Smart. He pulled up to his place of work in his sporty red convertible and climbed out. He could almost see a giant sign flashing "Get Smart" in the clean air as he bounded up the steps of the building. After all, that phrase seemed to be the motto of KAOS, the international organization of evil that was a sworn enemy of CONTROL. He was always inadvertently thwarting their plots for world domination with his bumbling spy tactics and less than stellar mental capacities. Why wouldn't they want to "Get Smart?" As he approached the door, he noticed a large white poster board sign blocking the portal. "Now this is a hazard!" complained Max as he tore the sign down. "There may be a national crisis going on, and we agents can't even get into our HQ." Just then, he heard footsteps behind him. Stealthily, he reached for his gun and turned around to face the intruder.

"It's ok, Max," said a voice. "It's just me." Agent 99, Smart's partner was standing at the bottom of the steps, her shoulder-length brown hair curled most attractively.

"Ah, yes, 99," mused Max as he put his gun away. "I was just wondering where you were. Do you know anything about this stupid sign that was blocking the door?" He kicked it toward her.

99 gingerly picked it up. "I think it's a notice, Max," she replied as she examined it.

"Well, I certainly noticed it!" whined Agent 86. "I couldn't even get into Headquarters because of it."

"No, I mean it's a message," explained 99. "The writing is in code. I think it says: 'CONTROL under construction. No occupancy until further notice.'"

"That's ridiculous, 99," he protested. "They can't just close CONTROL without telling anyone."

"Well, I didn't write the sign."

"Yes, but maybe you deciphered it incorrectly. Now let me see it." He grabbed the sign out of her hands and scrutinized it carefully. "See, 99, it says: 'CONTROL under construction. No occupancy until further notice.'" Max blinked several times, realizing that he had just repeated what 99 said. "I guess CONTROL is closed. Come on, 99, I think we can find something to amuse us while we're temporarily unemployed."

"Oh, Max, do you think we could?" 99 asked breathlessly, batting her eyelashes.

"Sure. A great classic horror film is playing at the movies. Let's go!"

99 rolled her eyes. "Actually I was thinking of something entirely different," she admitted.

"Well, ok, if you want to see that mushy new romance flick."

"Max," she began, ignoring his naiveté. "Don't you think it a bit suspicious that Chief didn't tell us about this construction?"

"Not at all, 99," he said in complete unconcern. "I wouldn't tell anyone if I were going to hire a construction crew."

"Why not?"

"Because, I like having little secrets," he said smugly. 99 gave him a knowing glance and smiled wryly.

_GET SMART_

CONTROL Under Construction 

"We have to investigate this situation, Max," urged 99. "I know there's something wrong!" She glanced worriedly at the empty building.

Just then, a large, white van pulled up in front of the building. Painted across its side in big black letters were the words _Victoria Construction and Company_. Max and 99 watched in interest as a heavyset man wearing overalls and an old t-shirt dismounted from the vehicle. "Hey, get moving, guys!" he barked to his companions who had fallen asleep in the front seat next to him. They stretched and climbed down as well. One of them was a tall and thin man with a long scar across his jagged cheek and the other was a short and muscular woman. Suddenly, the fat man seemed to notice the two agents' presence. "Who are you?" he demanded in a deep Bronx accent.

"Would you believe . . . sightseers?" offered Max, eyeing the big man uneasily.

"Actually, we work here," explained 99 in her clear, high voice. "We came here to put in our '9 to 5' and found the place deserted. We were completely uninformed about this construction. I'm sorry if we're in your way."

"I'm afraid you are," hissed the woman evilly.

99 gulped and continued. "Well, I left my favorite picture of my husband in my cubicle, so if you don't mind, I'll just go get it now." She headed toward the building, but was stopped by a heavy hand on her shoulder.

"I don't think so, miss," the tall man said as he turned her around. "No one is allowed in the building except our crew until we finish. Your Chief's orders."

"Well, how do you like that?" said Agent 86 in annoyance. "He probably had the Cone of Silence removed and he doesn't want me to find out until it's too late to get it back. He's always hated that thing. Oh, the inhumanity!"

99 nudged her partner and whispered that she didn't think Chief had ordered that at all. Max shut up after that.

The three construction workers entered the building without another word and locked the door tightly behind him. 99 turned to Max. "Now I know something's amiss! Why would they lock the doors unless they were doing wrong?"

"Oh, I don't know, 99," replied Smart nonchalantly. "Maybe they're just trying to keep out the cold. CONTROL can get awfully drafty at times."

"But Max, it's a warm April day!"

"Ah, yes, well . . . I knew that."

Meanwhile, inside Chief's office, which had been stripped of everything including the Cone of Silence, an important meeting was taking place.

"Agent 86, Maxwell Smart must be dealt with," droned the tall man from before. "He already knows too much."

"And whose fault is that?" accused the fat man.

"I had to make up that lie about their Chief or they'd never leave us alone. Those CONTROL agents ARE armed, you know, and I wasn't at the time."

"I suppose, but no matter whose fault it is, we must take action."

"I wouldn't count on his lady friend taking a hint and leaving either," added the woman. "I suggest we dispose of them both."

"Then you two better take care of that and quick," agreed the fat man. He nodded and left the room for other premises.

As soon as their boss was gone, the woman turned to the man and whispered, "Speaking of the Chief, he's the reason we came out to this godforsaken building. Did Neville check in with you?"

"Yes, he says the old fussbudget still refuses to call the Parole Office and grant parole to all of our agents retained in the KAOS division. Of course, you know Neville," he said in annoyance.

"Don't worry about that brainless oaf; we'll move him to outer security later," hissed the woman. "You don't need brains for that. And as for their chief, he'll talk eventually." Her yellow teeth glowed with a sickening light. "We have our methods. He is in our CONTROL, so to speak." She tilted her head back and laughed maniacally. Her companion joined in with a low, evil chuckle, and soon the room was full of their hideous laughter. Suddenly, the woman ceased her crowing and said abruptly. "Come, Dietrich, there is work to be done."

The man nodded gravely as the two set about their heinous deeds.

Max undid the numerous locks on his apartment door and ushered 99 in before following himself. 99 looked about the room with dissatisfaction. It was just like a man to have such tacky furnishings. If she ever got the chance, she would turn this flat upside-down and give it a woman's touch. She sighed deeply. Unfortunately, the odds of her getting that opportunity were incredibly slim, given that Smart didn't know she was alive. But anyway, dreaming of what might've been was not going to help the investigation of CONTROL. "Think, Max," she urged, "There must be some way to get into CONTROL."

"I _have_ been thinking, 99, and it's no good," he whined. "I can never devise brilliant schemes on an empty stomach." He disappeared into his kitchen and reappeared with a brown banana.

99 rolled her eyes as Agent 86 tried to peel the mushy fruit. Bachelors! They never kept their pantries supplied with even the barest necessities. "What about the secret entrance at the end of Main Street?" she queried.

"It would never work," said Max despondently.

"Why not?" asked 99. "It's perfect! No one could see us all the way down the street from headquarters."

"We can't because you need a key to open the trapdoor, and only Agent 86 has it."

"But you _are_ Agent 86, Max!"

"Right! Uh, 99," he began sheepishly. "I didn't even remember I had until now. How am I supposed to know where I put it?"

99 sighed. "What about the back entrance?"

"No dice. As we were leaving, I drove around the building as you recall. A guard troop of about fifteen men was blocking the back way."

"And they expected us to believe that there was nothing wrong," muttered 99 incredulously.

"Well, that only leaves one alternative. Ring the doorbell."

"But, Max, you don't really think they'd let us in. They know who we are."

"99, I only said it was an alternative, I didn't say it would work."

"There must be some way!" exclaimed Agent 99. Suddenly, a light dawned on her. "They said that only the crew was aloud inside. If they thought we were part of the crew, they'd let us in, right?"

"But why would they think that?" Max wanted to know.

"We will disguise ourselves, of course!" she replied in annoyance. Sometimes her partner could be so simple-minded!

Max seemed thoughtful for about only the second time she had known him. "This is a very dangerous assignment," he said slowly, producing a small white capsule from his pocket. He dropped it in 99's hand and closed her fingers around it. She savored the warmth of his hand on hers as he continued, "If anything should go wrong, take this pill. It will make you look, feel, and act dead." He removed his hand, much to the disappointment of his partner.

99 stared at the tablet in her palm for a moment before daring to ask, "What is it?"

"Why, a suicide pill of course!" exclaimed Max in a tone far too cheerful given the gravity of the situation.

"Oh, Max, if anything should happen I-" She tried to continue, but the words choked up in her throat.

"I know, 99, I know," said Max, patting her shoulder reassuringly. Suddenly, he seemed confused. "You'd do what?"

99 rolled her eyes and left the apartment to find a suitable costume. She met back with him near the front entrance of CONTROL, wearing a worn pair of overalls and a ripped t-shirt. Her hair was tucked up underneath a red baseball cap. Max was attired similarly and wearing a mustache lest the strangers from before recognize him. Of course, we all know that Agent Smart looks the same with or without a mustache, so his attempt at disguising himself was entirely futile. They would just have to hope that someone else answered the door when they knocked.

A rather stocky, stupid-looking goon, Neville, opened the door a crack to see who the intruders were. "Password?" he asked.

Smart and his partner looked at each other anxiously. They hadn't planned on this! Fortunately, 99 thought fast and replied in an unnaturally deep voice, "Hello, my name is Anderson and this is my cousin, Martin. We're here to clean up." Max was about to add something, but 99 kicked him. Just what she needed was for him to blow their cover with his distinctive accent. She laughed nervously and explained, "He's mute, but he's always making strange noises. I just thought I'd stop him before he got started." Max glared at her as the goon surveyed them curiously.

"OK, come in," he said, after a moment's silence. He had obviously forgotten all about the password.

Neville lead them past the five main doors and a sliding panel that revealed the shambles of their beloved Chief's office. 99 bit back a gasp as she noted its pitiable condition; the furniture was gone, of course, and drywall dust littered the floor. Gaping holes in the walls revealed the safes that had been so carefully hidden. It took all of her willpower not to burst into inconsolable tears. If the contents of those safes were discovered, all was lost.

The goon left, and soon, the man known as Dietrich appeared. He surveyed them coldly, recognizing them as the CONTROL agents from earlier, but said nothing. This would be the perfect chance to destroy them. "Welcome to the newly established KAOS headquarters," Dietrich began in a gravelly voice. "Your duties here will extend far beyond mere housekeeping before long, but since that's what you're dressed for, we'll start with that. This whole room needs to be swept free of debris before the painters arrive next week, understood? After that, your true assignment will begin. Now what are your names?" His eyes penetrated deeply as though he could read their minds even if they lied.

99 gulped and said huskily, "Anderson and Martin, cousins."

Dietrich seemed to accept this response and called the thug back into the room. He was carrying two sturdy brooms and dustpans, which he promptly handed to the agents before exiting with his superior.

"Well, we had better get started," 99 whispered to Max as she began to sweep the floor. "You scoop up this junk with the dustpan."

"But 99," he whined, "I'll get my clothes dirty." His partner glared at him until he looked down at his ragged outfit. Sheepishly, his eyes darted back to her face. "Right, then, let's get at it!" Smart chirped with a renewed vigor 99 couldn't help but smile at.

After several hours of backbreaking work, Dietrich returned to announce that they were about to be given their diabolical mission. He led them out of Chief's office, which was now clean despite being in shambles, into the former science lab. All of the fragile equipment had long since been removed and sold to KAOS, no doubt, thought Smart indignantly. The fat man was already in the room when they entered. He, too, had surmised their true identity, but Dietrich and he were prepared for such an obstacle. "Ah, gentlemen," he began, clearing his throat, "welcome to the new KAOS HQ!" He smiled proudly at them, waiting to see their reaction.

Though she was nearly overcome with hostility towards him, 99 replied coyly, "You are a brilliant mastermind, sir. Who would've thought that CONTROL would fall into KAOS! We only wish there was something we could do to serve you in your diabolical scheme." Smart nodded enthusiastically. He had already grown used to his role as the "silent partner."

"Oh, but there is, Anderson," the man continued. "There is a very delicate matter that needs to be dealt with immediately, but I am not sure if you can handle it."

"Name it and it shall be done, oh, mighty evil one!" cried Max before 99 could stop him. He bowed down on the ground as if in worship of the contemptible agent. 99, not wanting him to look like a complete fool, got down on her knees and joined him.

"Good," said the fatty with an evil smirk. "You are ordered to dispatch two CONTROL operatives that have become quite a nuisance." He glared significantly at Max, who immediately got to his feet, dragging 99 with him.

"Don't tell me he means us!" Smart whispered to his partner as he dusted himself off. Aloud, he said, "Which two, your excellency?"

"Agents 99 and 86!" he boomed like the pealing of a death toll.

Max opened his mouth only to be quickly hushed by 99. "Don't say it. After all, you never asked _him _not to tell you that!"

Max and 99 hastily stowed their brooms and other cleaning supplies as they tried to divine a way out of their predicament. "I know," Max started, after he was certain that the Chief's office wasn't bugged, "we'll take two bodies, dress them in our clothes and tell that fat tub of lard it's us!"

99 looked dubious. "Where are we going to find two bodies? You can't just buy corpses at a local drug store!"

"What about dummies?" he suggested.

"Too fake. One look at the faces and we're dead for sure! Oh, Max, do you think we should take our suicide pills?" she batted her lashes, waiting for an answer.

"Of course not, 99, those should only be utilized if there is no other option."

"Can you think of one?"

Max scrunched his face in contemplation and then shook his head. "Maybe we should go for the pills after all," he suggested nervously.

"You know I didn't mean that, I just got so worried that we'll never get to—"

"I know," Agent 86 sighed dejectedly. "I was looking forward to another baseball season, too."

His partner shook her head at his shallowness, but smiled sadly despite herself. "Remember all those good times we had when we first joined CONTROL?"

Smart nodded. "Yeah, back then life was so simple. I would just go to work, punch in, save the world, and go home. Why can't this assignment be as basic as that?"

"There's only one thing we can do, Max: we have to fake our own deaths."

"Again?" Max whined, recalling the last case in which he'd gone through that ordeal. He was not looking forward to dressing a drag a second time.

"It won't be like last time, Max. We'll send those men a telegram from Anderson and Martin saying we're dead and where to find us, and then make sure we look dead when they come. After that, we can resume out roles as construction workers."

Suddenly, a light bulb went on in Max's head. " I know, 99! We can send those men a telegram from Anderson and Martin saying we're dead and where to find us, and then make sure we look dead when they come!"

"Good thinking, Max," 99 replied dryly

"And we can do that with these pills," he said removing a packet of tablets from the false heel in his left shoe.

"The suicide pellets?" asked 99 in horror.

"No, no, no these are _pseudo-_suicide pills. They merely create the illusion of death for roughly six hours." He looked at her proudly as if he had just discovered the cure to some fatal disease.

"There really is such a thing that doesn't kill you?" she gushed. "Why didn't you say that earlier? This is great!"

"Well," said Agent 86. "These haven't been tested thoroughly yet. In fact, the CONTROL scientists actually chose me as a guinea pig for the product."

"Why? What could happen?"

"Well, there's a slightest chance of contracting rigor mortis," he explained.

"Isn't that what we want?" wondered his beautiful accomplice, thoroughly confused.

"Not permanently," he said pointedly, "and there is a possibility of that."

"Will just have to press our luck then," 99 said in determination. "Let's go try them out."

The two agents finished their cleanup and retreated to the relative safety of Smart's flat. Max once again produced the pseudo-suicide pills and heroically swallowed one while 99 placed the call to Western Union. As soon as she had ordered the telegram, her attention returned to Max.

"How do you feel?" 99 asked anxiously after a few minutes.

"Exactly the same, 99," he replied flippantly, giving her a look of exasperation. "Not a change, don't feel the slightest bit . . ." Before he could complete his sentence, his muscles stiffened, his eyes rolled back in his head, and he toppled over, as rigid as a steel pole.

"Max!" she screamed as she rushed to his side. He wasn't breathing! 99 pressed her ear hard to his chest and was relieved to hear the consistent, if painfully slow thumping of his heart. She exhaled deeply and pried the other pill from his tightly closed palm. "See you in my dreams, I guess," she said wryly as she prepared to join him.

Several hours later, Dietrich and Neville knocked on door to what was formerly Chief's office. Neville picked fuzzes from his shirt and shifted from one foot to the other while they waited to be seen, Dietrich cursing his luck for being stuck with the imbecile. After a moment, their plea for entrance was gratified. "Come in," demanded their obese employer.

The two thugs slunk into the room, their eyes darting about suspiciously as though they expected a trap. Finally, Dietrich spoke up, "We just received a telegram from Anderson and Martin. They claim that they took care of those agents already.

The fat man spun around in the leather chair he had recently installed. The office was actually beginning to look more normal again, except for the giant KAOS emblem on the wall. The menacing black vulture with its talons firmly gripping the world seemed out-of-place, nearly sacrilegious hanging above the very place where the venerated man used to sit. "Excellent," crowed the villain, "but have you verified this claim?"

Neville face deepened color. "Well, not exactly, but it says they left the bodies at Smart's apartment." Upon receiving a hard glare from his superior, he continued, "We'll get on it immediately, oh Great Funk!"

"That's Mr. Funk to you!" snarled the short, round man. The two nodded and set of for Max's complex.

"I smell a rat," muttered Dietrich to his companion as they drove through the busy streets of Washington. "I know that those agents are phony, in fact, I'll even go as far as to say that Anderson and Martin _are_ agents 86 and 99. Those clowns tried to get into the place earlier, and I never forget a face."

"But how can they be them if they're dead," Neville whined, uncomprehending. His partner glared at him and he fell silent.

It took them nearly the rest of the six hours to find Smart's flat, due to Neville's constant sidetracks to the drugstore for snacks and Dietrich's absolute lack of sense of direction. When they finally arrived at the entrance, Dietrich gave a great kick, splintering the door to apartment 86 and admitting the thugs. Neville quickly surveyed the room and soon discovered the bodies of our heroes lifeless on the floor, courtesy of Max's pseudo-suicide pills. "Look over here!" he called to his companion. "Those losers were actually telling the truth!"

Dietrich approached the bodies cautiously, but could tell at a glance that they were in fact motionless. "Well, I'll be a monkey's uncle! I would've staked my life on those two being impostors! But wait, Neville, I don't see any bloodstains. How in the heck did they do it?"

"Poison?" the less brilliant goon suggested hopefully.

"We'd have to do an autopsy to find out," said Dietrich, scratching his head, "but somehow I don't think that's it. Something seems awfully fishy here."

Neville sniffed the air several times before realizing that the word "fishy" had been a mere figure of speech. Having regained whatever faculties he had, he asked, "Bashed them on the head and gave them a 'nurism?"

"That's aneurysm, idiot!" barked his partner, "and I wouldn't believe that either! There are no visible contusions or bumps on their skulls"

By now, the effects of the drug had begun to wear off; enough in fact for Max to murmur, "Would you believe the sight of those crazed killers shocked us into heart-attacks?"

"I find that _very_ hard to believe," began the ever-cynical Dietrich. Suddenly, the faint voice registered as being vaguely familiar. "Hey, did you say that, Neville?" he whispered nervously.

"I thought you said it!" his friend countered.

Just then, Smart leaped to his feet, brandishing a pistol, and announced, "The old send-a-telegram-and-fake-my-death-with-a-pseudo-suicide-pill trick and you fell for it! Now reach for the sky you low-down dirty KAOS traitor!"

Neville hastily obeyed, certain that a bullet-hole in his chest would be a no-no as a fashion statement, but Dietrich retorted saucily, "If we're so low, why should we even bother reaching for the sky? We'll never touch it after all."

Max stopped to puzzle over this irrelevant conundrum just long enough for Dietrich to knock the gun from his hand and toss it to his comrade, who, though slow in wit, was a quick and accurate shot. Neville aimed the gun at them at smiled a toothy grin. Maxwell chuckled nervously. "I hope I wasn't out of line with that bit about the low-down dirty traitor." Neville just continued to flash his pearly whites.

"Look who's laughing now, Smart!" hissed the triumphant Dietrich agent as 99 and Max reluctantly surrendered.

"I hear no laughter whatsoever," contradicted Maxwell, completely misunderstanding the idiom. 99, however, was too frightened at this change of events to even glare at her clueless hero.

Dietrich responded with a peal of laughter so hideously wicked that CONTROL's self-proclaimed number one spy covered his ears and crossed his eyes in pain as he exited the flat with his partner. With the barrel of his own pistol pressed mercilessly against his spine, there was little hope of overcoming their captors and living to tell about it. He sighed in frustration and whispered to 99, "How do I always get us into these situations, 99. I just don't understand it."

"Don't try, Max," she returned consolingly, "and do remember that we always get out of the predicament even when all looks bleak."

"Yeah," he agreed reluctantly, and then suddenly appeared confused. "I wonder why that is. It's almost like there is some cosmic force directing our lives, controlling our destinies . . ." He trailed off dramatically, enraptured with his own philosophical genius, until the smirk on 99's face brought him back to earth " . . . Or not," he finished feebly, just as they were both pistol-whacked.

When they came to, they were in a room not much larger than the box a magician uses to make a girl disappear. "Is it just me or is the room smaller than it was before?" Max asked in a panic as he rubbed his throbbing head.

"I don't know where we are, but it isn't just you that thinks so," replied his beautiful partner as she tried to disentangle herself from Smart and stand up. "This room can't be bigger than three feet by three feet. What devilry can they be planning for us?"

Just then, a voice boomed on a loudspeaker overhead, causing their headaches to pain them anew. "Welcome, CONTROL agents, to my amazing maze. You will tread through a room of falling ceilings and construction debris in order to claim your prize: your lives and the life of your beloved chief." A bell rang, and one of the walls of the room slid up to reveal one of CONTROL's old training facilities. But what a sorry state it was in! Sharply cut metal vents hung from wires and boards full of nails littered the floor. It was a truly devious obstacle course, one that could mean life or death to its competitors.

"That's not all," the voice continued, "both of you must cross the room in a minute or less. Otherwise, your chief," he paused for effect and a glass case was unveiled at the other end. Inside was the chief, stupefied by some sort of drug and looking more comical than the dire straits he was in called for, "will be slowly poisoned by toxic gases."

"You fiend!" cried 99 in righteous outrage, but the voice merely laughed at her spirited outburst. If 99 and Max had thought Dietrich's laugh was despicable, this man's was ten times worse. She became a little more subdued after this and yet still had the courage to ask, "What will happen if only one of us makes it?"

"Than he or she will be spared, but the other and the chief will die. Any other questions?"

"What if we don't agree to this degradation?" barked Max, far more bravely than he felt.

"You can all die right now, if that's what you prefer," the voice hissed impatiently.

"On second thought, I'm always game for a challenge," Smart piped up repenting of his feisty retort.

"Now get ready, set, GO!"

Max and 99 bolted from the cubicle like twin colts at a derby. They jumped over several boards and dodged some unidentified falling objects before 99 made a terrifying discovery. Each of the nails and sharp edges in the room had been dipped in a foul smelling green liquid that could only be one thing—poison! She gasped as she narrowly evaded a falling tile, the sticky substance rubbing off on her exposed arm. Thankfully, there was no wound for it to enter by, but she felt queasy nonetheless as she rubbed the foreign element off with her filthy work shirt. "Max, it's hopeless!" she cried to her beloved as more debris reigned down.

"I know it!" yelled Max. "Talk about a builder's nightmare! It'll cost a fortune to fix this mess!"

"No, Max, I mean the poison! If we so much as get a paper-cut in here, we'll be dead!" She bit back a sharp cry as she stubbed her toe on a hammer that had been carelessly tossed at her from elsewhere.

"Ah, yes, well there is that, too," Maxwell said sheepishly. Then, the inevitable happened. Max tripped on one of the boards and it bumped 99, who in turn, stumbled, puncturing her foot with a long nail. All the color drained from her face and she fell to the floor, fortunately avoiding any other injury.

"MAX!" she wailed in agony, tears rolling down her face. Then her strength seemed to fail as the poison set in. Bearing her teeth bravely, she looked up at the blurring face of her partner. "You must go on and save Chief!"

"No, I can't leave you like this!" he whined as drywall showered down on him. "If you're going to die, that I might as well, too." He plopped down next to her recklessly, but being the luckiest man alive, remained unscathed.

As touching as his words were, 99 knew that if KAOS were ever to be stopped, the Chief had to be rescued. "It's ok, Max," she said feebly, feeling lightheaded and dizzy. "When I became a spy, I fully understood that this could happen to me at any moment. I was willing to take that chance, and now that my death is near, I can accept it willingly. You must, too, or the free world as you know it will cease to exist."

"And you don't think it will if I lose you?" Max countered, holding back tears.

She smiled faintly, finding it ironic that he only revealed his true feelings for her now that it was too late. "No, I don't. There are other girls who could love you as much as I wanted to, but you'll never know unless you— " She writhed in pain for a few seconds, then regained her serenity as she closed her eyes, surrendering to oblivion. "—Stop KAOS…"

"No!" he cried in obvious denial. He remained by her side, covered in construction material and wallowing in self-pity. Suddenly, an evil laugh rang through the speakers. At hearing that cold, cruel voice gloat over his friend's death, something inside Max snapped. With unchecked wrath, he made his way across the rest of the deathtrap with relative dexterity and ease. The chuckles ceased abruptly as he reached chief's glass prison with twenty seconds to spare and crowed. "I made it; now free him."

There was dead silence for a moment before the hideous laughter returned. "Fool!" the voice bellowed. "I only promised to release your chief if both of you made it across the room. Now you will die!"

"Now wait just a minute!" cried Max. Then, he dashed gingerly back toward where 99 lay, hefted her onto his shoulders, and returned to the finish just in the nick of time. "There!" he called triumphantly. "Now we are both here!"

The voice on the loudspeaker was silent for a few moments before stating in a pouting voice: "No fair! The winning parties were supposed to be conscious when they arrived at the finish!"

"You didn't mention that stipulation!" retorted Max as he gently laid 99 on the floor.

The man on the speaker just laughed. "Did you really think I'd keep my word, I, the Great Funk, one of KAOS's top men? You honestly assumed I was telling the truth when I told you I would let your chief go! That is too, too funny."

Max heard a loud click and saw green fumes begin to pour into Chief's cell. "Now that's no fair cheating!" he argued helplessly as Thaddeus began to gag on the gas. Smart was at a loss for once, or at least until he grabbed one of the deadly two-by-fours and smashed the case with it, barely missing the chief with a nail.

The glass shattered easily and showered over Chief's slumped body, reviving him. "What the . . ." he murmured as he came to. "Max, where am I and what's going on?"

But before Smart could respond, what appeared to be an entire army of KAOS agents flooded the room from the roof of the cubicle, their evil eyes glinting. They dashed over to the two agents of goodness and niceness, completely unheeding the hazardous objects on the floor. Nearly half of them were stabbed with poison before they reached their quarry, but despite the fresh open wounds seemed quite unconcerned. It looked as if the toxicity of the chemical did not affect them.

"Now that's strange," murmured Max as the henchmen advanced. He looked at the men, looked at the cloud of green smoke proceeding from a hose near what used to be the chief's cell, and got a rare flash of brilliance. "Quick, cover your nose!" he barked at the chief as he took a deep breath, grabbed the hose, and pointed it at the oncoming ranks, which were by this point almost upon them. The front row of baddies collapsed almost immediately as the toxic gas hit them and the rest of them showed no signs of attempting to avoid the fumes either.

"Stop! Fools!" bellowed the great Funk. But it was too late. The room was soon full of dead KAOS agents, poisoned by their own gas.

By this time, the green smoke was finally beginning to permeate the entire warehouse and it was becoming increasingly hard for Max and the chief to avoid it. Be that as it may, Max grabbed 99 and managed to carry her as far away from the gas as possible, Thaddeus right behind him. Not that Smart had any reason to believe that the fumes would have any effect on a corpse. He just couldn't bear to see her lovely visage clouded by a greenish cloud, even in death. He laid her down gently on the floor and sat down beside her, the chief following suit. At this point, it occurred to Max to call some of the CONTROL agents at their homes for backup, so he grabbed his shoe phone and did so.

Just as he was hanging up, Funk came over the intercom again, "You may have bested some of the finest agents of KAOS, but for all your bravery, you will still die, choking on the very poison you used to destroy them. This affair hasn't ended exactly the way I had hoped, but at least I will still have the pleasure of watching you three die a slow and painful death."

"You mean 'you two,'" countered Smart, coughing and attempting to breathe into his sleeve. "99 is already dead, you monster! You won't get to see her die again."

"That's where you are mistaken, Mr. Smart," chortled Funk. "Your voluptuous partner hasn't expired yet. The venom that courses through her veins is a very slow one. Right now, she is in a drug-induced coma, where she is experiencing the most horrific nightmares ever known to man. After that, she will begin to convulse until she is as stiff as a board. Then, she will be dead."

The chief scratched his head. "How would you know about the nightmares? The victim doesn't revive before he dies, does he?"

"No, but we have brought back one of our guinea pigs at that stage with the antidote," came the voice.

"Antidote!" Max and his chief cried in unison. Max's brain clicked a mile a minute as he shouted, "You may as well give yourself up, Funk. In just a few minutes, this joint will be surrounded by fifty armed CONTROL agents, would you believe it, fifty!"

Funk chuckled, as he was wont to do. "I find that very hard to believe."

"Would you believe fifteen?" he asked feebly, hacking into his sleeve.

"I don't think so."

"How about…"

But before Max could finish, a loud scuffling noise came over the intercom. Presently, the sounds of a fully-fledged fight could be heard. Max and the chief continued to cough and breathe into their sleeves as best they could until finally, much to their relief, the gas was turned off. As they slowly made their way to their feet and waved the smoke about, helping it to abate, they heard a familiar voice say, "You okay in there, boys? I rounded up some of the CONTROL gang like you wanted and they're cleaning the place up nicely."

"Larabee! Thank heavens!" called the chief. "Can you figure out how to get us out of here? There should be a trapdoor that drops into a cubicle."

"Over and out, chief." They heard a slight rustling and then a crash. "Ick! I just broke this bottle of red sticky stuff all over me."

Max was growing impatient. "Never mind that, Larabee, just get in here." He sighed, gazing down at his lovely co-worker, who was beginning to turn a shade of green similar to that of the poison. "First, 99 steps on a green nail, then Larabee gets covered in red…" Suddenly, a light bulb went on in his head. "I'll bet that red stuff is the antidote. After all, red is the opposite of green on the color wheel, being that green is a combination of the other two primary colors."

Just then, there came a loud crash from the other end of the room. Larabee had fallen through the trapdoor into the little room Max and 99 had started in. He got up and lumbered toward Max and the chief before they could warn him about the poison. Luckily, he missed all the jagged edges and soon stood smiling toothily before them, his shoe covered in crimson goop.

Quick as a flash, Max propped 99 up against the wall and shouted, "Larabee, take off your shoes and toss them to me!" Larabee appeared puzzled, but he did as Smart asked. Maxwell put the gooey end of one shoe up to 99's lips and helped get it in her mouth as best as he could. He waited what seemed an interminable amount of time. Finally, the green hue on her lifeless face began to dissipate and 99's eyelids fluttered open.

"Max, did we…make it?" she asked in a halting voice, as though the little energy required to utter those five syllables was almost too much for her to bear.

"Yes, 99," 86 replied almost tenderly, "saved by the shoe."

A week later, a real construction crew was just finishing the new coat of paint in the chief's office. Thaddeus himself was present to oversee their work He was tired and still recovering from the poison that had gotten into his lungs, but overall, he felt strangely at peace with the world as he stood in the empty room, admiring the handiwork of these skilled professionals.

Unfortunately, his newfound peace was short-lived. Agent 86 soon came barreling into the office, escorting a weak but happy-looking 99. "Well, Chief, I guess that about wraps up another case," he declared, gesturing toward the painters, who were just putting the lids back on their paint cans.

Thaddeus winced, silently praying that the painters could beat a swift retreat without his bumbling employee making a mess. Still, he turned toward Maxwell with a patronizing smile. "I suppose so, 86." He sighed heavily, conjuring up the goodwill to state his next thought. "And as usual, Max, we'd all have been lost without you. So, thanks." There. He had said it and could breathe a lot easier now that the painters had packed up and left.

Smart's face was tinged with crimson as he replied. "All in a day's work, Chief." He turned to 99 with a look of genuine affection. "So, 99, do you feel up to a nice quiet dinner at my favorite restaurant?"

99 tried to still the wild beating of her heart as she answered, "Well, I would Max, but don't you think people would talk?"

Maxwell Smart scratched his head. "Oh!" he exclaimed in realization. "You mean because we're cousins? I wouldn't worry about that too much, 99. After all, we can't be _too_ closely related or I would've known about it before this case."

99 smirked at her partner's naiveté. "No, not yet," she responded with a demure smile that was all but lost on her clueless partner.

_THE END!_

Original characters and story Copyright 2002-2004 Alexis Rockford

Characters from _Get Smart_ owned by Talent Associates. No copyright infringement intended.


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